Current Report Filing (8-k)
October 21 2021 - 5:04PM
Edgar (US Regulatory)
0001310527
false
0001310527
2021-10-15
2021-10-15
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the
Securities
Exchange Act of 1934
Date
of Report (date of earliest event reported): October 15, 2021
QSAM
BIOSCIENCES, INC.
(Exact
name of registrant as specified in its charter)
Delaware
|
|
000-55148
|
|
20-1602779
|
(State
or other jurisdiction
|
|
(Commission
File
|
|
(IRS
Employer
|
of
incorporation)
|
|
Number)
|
|
Identification
Number)
|
9442
Capital of Texas Hwy N, Plaza 1, Suite 500, Austin, TX
|
|
78759
|
(Address
of principal executive offices)
|
|
(Zip
Code)
|
Registrant’s
telephone number, including area code
|
|
(512)
343-4558
|
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions (see General Instruction A.2. below):
☐
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
|
|
☐
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
|
|
☐
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
|
|
☐
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
|
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
|
|
Trading
Symbol(s)
|
|
Name
of each exchange on which registered
|
N/A
|
|
N/A
|
|
N/A
|
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405)
or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging
growth company ☐
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item
3.02
|
Unregistered
Sales of Equity Securities
|
In
January 2021, QSAM Biosciences, Inc. (the “Company”) closed a Series B Convertible Preferred Stock (the “Series B Shares”)
private placement and issued a total of 2,500 Series B Shares at a price of $1,000 per share, raising an aggregate of $2.5 million inclusive
of debt conversion, as previously reported in the Company’s Form 10-Q for the period ended March 31, 2021. At such closing, the
Company also issued to investors of the Series B Shares non-registered warrants, with an original expiration date of July 8, 2021, to
purchase an aggregate of up to 6.27 million shares of common stock at $0.35 per share (the “Warrants”).
On
June 17, 2021, as previously reported in the Company’s Form 10-Q for the period ended June 30, 2021, the expiration date was extended
by Board resolution to September 30, 2021. The expiration date was subsequently extended in September 2021 by Board resolution to October
15, 2021, and the exercise price was reduced from $0.35 to $0.25 due to market conditions.
On
October 15, 2021, eight holders of the Warrants elected to exercise their Warrants to purchase an aggregate of 2,014,289 shares of common
stock at an exercise price of $0.25 each. The Company earned $467,858 plus a $35,714 subscription receivable upon exercise of the aforementioned
Warrants, and issued 2,014,289 shares of common stock to the investors.
Signatures
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
|
QSAM
Biosciences, Inc.
|
|
|
|
|
By:
|
/s/
Christopher Nelson
|
|
|
Christopher
Nelson
|
|
|
General
Counsel
|
Date:
October 21, 2021
Common Stock (QB) (USOTC:QSAM)
Historical Stock Chart
From Aug 2024 to Sep 2024
Common Stock (QB) (USOTC:QSAM)
Historical Stock Chart
From Sep 2023 to Sep 2024